Compliance with Disclosure Requirements. The Mortgagor has executed a statement to the effect that the Mortgagor has received all disclosure materials required by applicable law and rescission materials with respect to Refinanced Mortgage Loans, and such statement is and will remain in the Mortgage File. All fees and charges (including finance charges) and whether or not financed, assessed, collected or to be collected in connection with the origination and servicing of each Mortgage Loan have been disclosed in writing to the Mortgagor in accordance with applicable state and federal law and regulation;
Compliance with Disclosure Requirements. Except as otherwise disclosed in the Company's Annual Report, the Company has timely filed all material reports, registrations and statements, together with any amendments required to be made with respect thereto, that it was required to file since June 30, 1998 to or with any governmental agency, including without limitation the SEC. No document filed with the SEC since June 30, 1998 contains any untrue statement of material fact, or omits to state a material fact necessary to make the statements therein, in the light of the circumstances in which they were made, not misleading.
Compliance with Disclosure Requirements. Except as otherwise disclosed in the ADS 10-K, Applied Digital has timely filed all material reports, registrations and statements, together with any amendments required to be made with respect thereto, that it was required to file since December 31, 1998 to or with any governmental agency, including without limitation the SEC. No document filed with the SEC since December 31, 1998 contains any untrue statement of material fact, or omits to state a material fact necessary to make the statements therein, in the light of the circumstances in which they were made, not misleading.
Compliance with Disclosure Requirements. On the Effective Date, the Registration Statement did, and when the Final Prospectus is first filed (if required) in accordance with Rule 424(b) and on the Closing Date (as defined below) and on any date on which Option Units are purchased, if such date is not the Closing Date (a "settlement date"), the Final Prospectus (and any supplement thereto) will comply in all material respects with the applicable requirements of the Act and the Exchange Act and the respective rules thereunder; on the Effective Date and at the Execution Time, the Registration Statement did not or will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary in order to make the statements therein not misleading; and, on the Effective Date, the Final Prospectus, if not filed pursuant to Rule 424(b), will not, and on the date of any filing pursuant to Rule 424(b) and on the Closing Date and any settlement date, the Final Prospectus (together with any supplement thereto) will not, include any untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading; provided, however, that the General Partner and the Partnership make no representations or warranties as to the information contained in or omitted from the Registration Statement or the Final Prospectus (or any supplement thereto) in reliance upon and in conformity with information furnished in writing to the Partnership by or on behalf of any Underwriter through the Representatives specifically for inclusion in the Registration Statement or the Final Prospectus (or any supplement thereto).
Compliance with Disclosure Requirements. The Registration Statement and the Prospectus conform, and any further amendments or supplements to the Registration Statement or the Prospectus will conform, in all material respects to the requirements of the Act and the Trust Indenture Act of 1939, as amended (the “Trust Indenture Act”) and the rules and regulations of the Commission thereunder and do not and will not, as of the applicable effective date as to the Registration Statement and any amendment thereto and as of the applicable filing date as to the Prospectus and any amendment or supplement thereto, contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein not misleading; provided, however, that this representation and warranty shall not apply to any statements in or omissions from the Registration Statement or the Prospectus made in reliance upon and in conformity with information furnished in writing to the Partnership by an Underwriter of Designated Securities through the Representatives expressly for use therein.
Compliance with Disclosure Requirements. (i) (A) At their respective Effective Times, (B) on the date of this Agreement and (C) on each Closing Date, each of the Initial Registration Statement and the Additional Registration Statement (if any) will not include any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, (ii) on its date, at the time of filing of the Final Prospectus pursuant to Rule 424(b) or (if no such filing is required) at the Effective Time of any Additional Registration Statement in which the Final Prospectus is included, and on each Closing Date, the Final Prospectus will not include any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading and (iii) as of the Applicable Time, neither (x) the General Disclosure Package nor (y) any individual Limited Use Issuer Free Writing Prospectus, when considered together with the General Disclosure Package, included any untrue statement of a material fact or omitted to state any material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. The preceding sentence does not apply to any statements or omissions made in the Initial Registration Statement, Additional Registration Statement (if any), the Final Prospectus, or any amendment or supplement thereto, or the General Disclosure Package or any Limited Issuer Free Writing Prospectus, except those that are made in reliance upon and in conformity with written information furnished to the Company by such Selling Stockholder expressly for use therein; provided that it is agreed that the only such information furnished by such Selling Stockholder to the Company consists of (A) the legal name, address and the number of shares of Common Stock owned by such Selling Stockholder before and after the offering of the Offered Securities, (B) the other information with respect to such Selling Stockholder (excluding percentages) which appears in the table (and corresponding footnotes) under the caption “Principal and Selling Stockholders” and (C) if applicable, the other information with respect to such Selling Stockholder under the caption “Management” (with respect to each Selling Stockholder, the “Selling Stockholder Information”).
Compliance with Disclosure Requirements. The Registration Statement, as of its effective date and as of the date hereof and at the time of each amendment thereto for the purposes of complying with Section 10(a)(3) of the 1933 Act (whether by post-effective amendment, incorporated report or form of prospectus), did not and does not contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein not misleading; the Prospectus, does not, as of its date, and will not at each Settlement Date, contain an untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary in order to make the statements therein, in light of the circumstances under which they were made, not misleading, provided, however, that this representation and warranty shall not apply to any statement in or omission from the Registration Statement or the Prospectus made in reliance upon and in conformity with information concerning the Agent and furnished to the Company in writing by or on behalf of the Agent expressly for use therein (that information being limited to that described in the last sentence of Section 7(b) hereof).
Compliance with Disclosure Requirements. Except as otherwise disclosed in the ADSX 10-K, the Buyer has timely filed all material reports, registrations and statements, together with any amendments required to be made with respect thereto, that it was required to file since September 30, 1997 to or with any governmental agency, including without limitation the SEC. No document filed with the SEC since September 30, 1997 contains any untrue statement of material fact, or omits to state a material fact necessary to make the statements therein, in the light of the circumstances in which they were made, not misleading.
Compliance with Disclosure Requirements. As soon as practicable following the Effective Date, and in any event within forty-five (45) calendar days following the First Closing Date (and within forty-five (45) calendar days of the Second Closing Date, if applicable), Seller shall provide financial information covering the Business to Seller’s auditors to prepare and deliver for and on behalf of Buyer the audited financial information (and a accountants’ report from an independent certified public accounting firm of nationally recognized reputation with respect thereto) required to be filed by Buyer with respect to the acquisition of the Business pursuant to Item 2.01 and Item 9.01 of Form 8-K (the “Audited Financial Information”). Seller shall use commercially reasonable efforts to cooperate in the preparation of the Audited Financial Information so that the Audited Financial Information (a) shall be prepared based on the books and records of Seller related to the Business, (b) shall present items accounted for in accordance with GAAP consistent with the methods of accounting used by Seller for purposes of preparing the accounting of such items in connection with the preparation of Seller’s financial statements for prior periods, and (c) shall present fairly the financial condition and results of the Business as of the dates and during the periods presented therein. Buyer shall reimburse Seller the fees of Sellers’s accountants in connection with this Section 6.11 for all amounts in excess of fifty thousand United States dollars ($50,000) within fifteen days of an invoice therefore.
Compliance with Disclosure Requirements. The Mortgagor has executed a statement to the effect that the Mortgagor has received all disclosure materials required by applicable law and rescission materials with respect to Refinanced Mortgage Loans, and such statement is and will remain in the Mortgage File;
